Incentive programmes - Nordnet Bank AB

Incentive programmes

Incentive programmes.

Incentive programmes

Nordnet currently has the following long-term incentive programmes decided by the general meeting and exercisable 2023 and 2024/2025, respectively. The total dilution upon full exercise of the two programmes that are outstanding amounts to less than 5.5 per cent.

Incentive programme exercisable 2023

The Extra General Meeting on 24 November 2020 resolved, deviating from the shareholders' preferential rights, to issue a total maximum number of 10,680,274 warrants.

  • The Company shall issue a maximum of 10,680,274 warrants.
  • The entitlement to subscribe for the warrants is granted exclusively to employees in Nordnet Group who have not terminated their employment or whose employment has not been terminated at the end of the application period.
  • The participants shall subscribe to the warrants at market value determined using generally accepted valuation models (Black & Scholes).
  • Each warrant will entitle the holder to subscribe to one (1) new ordinary share in the company at an exercise price of 133 percent of Initial Purchasing Offer price on 26 November 2020. The exercise price shall, however, be no less than an amount equal to the share's nominal value.
  • If the average share price of the Nordnet share, calculated in accordance with the complete terms and conditions for the warrants, upon subscription of new shares by exercising the warrants, exceeds 190 percent of the Initial Purchasing Offer price for the Nordnet share listing on Nasdaq Stockholm on 26 November 2020, a recalculated lower number of share to which each warrants entitles shall apply.
  • The warrants may be exercised to subscribe for shares in Nordnet during the following subscription period:
    • from and including the day following the publication of the interim report for the period 1 January - 30 September 2023 and for a period of four weeks thereafter, but not earlier than 16 October 2023 and not later than 30 November 2023.
  • The number of shares that the warrants entitle to and the exercise price may be recalculated on the basis of, among other things, certain payments of dividend, rights issues, bonus issues, share splits or reverse share splits and certain reductions of the share capital or similar actions.
  • Upon full exercise of the 10,680,270 warrants the increase of Nordnet´s share capital would amount to SEK 53,401.37 distributed among 10,680,270 shares being issued corresponding to a dilution of approximately 4.10 percent of the total number of shares and votes of the Company.

Incentive programme exercisable 2023/2024

The Extra General Meeting on 28 October  2021 resolved, deviating from the shareholders' preferential rights, to issue a total maximum number of 2,780,586 warrants.

  • The Company shall issue a maximum of 2,780,586 warrants.
  • The entitlement to subscribe for the warrants is granted exclusively to a wholly-owned subsidiary of Nordnet ("the Subsidiary ") with the right and obligation to transfer the warrants to employees in Nordnet Group who have not terminated their employment or whose employment has not been terminated at the end of the application period.
  • The Subsidiary shall transfer the warrants to the participants at market value determined using generally accepted valuation models (Black & Scholes)
  • Each warrant will entitle the holder to subscribe to one (1) new ordinary share in the company at an exercise price of 120 percent of the average volume-weighted price during the period from and including 1 November 2021 up until and including 5 November 2021 (the “Measurement Period”). The exercise price shall, however, be no less than an amount equal to the share's nominal value.
  • If the average share price of the Nordnet share, calculated in accordance with the complete terms and conditions for the warrants, upon subscription of new shares by exercising the warrants, exceeds 180 percent of the calculated average volume-weighted prices paid for the Nordnet share on Nasdaq Stockholm during the Measurement Period, a recalculated lower number of share to which each warrants entitles shall apply.
  • The warrants may be exercised to subscribe for shares in Nordnet during the following subscription periods:
    • from and including the day following the publication of the interim report for the period 1 January - 30 September 2024 and for a period of two weeks thereafter, but not earlier than 14 October 2024 and not later than 9 December 2024,
    • and from and including the day following the publication of the year-end report for the period 1 January – 31 December 2024 and for a period of two weeks thereafter, but not earlier than 13 January 2025 and not later than 24 March 2025.
  • The number of shares that the warrants entitle to and the exercise price may be recalculated on the basis of, among other things, certain payments of dividend, rights issues, bonus issues, share splits or reverse share splits and certain reductions of the share capital or similar actions.
  • Upon full exercise of the 2,780,586 warrants the increase of Nordnet´s share capital would amount to SEK 13,902,93, distributed among 2,780,586 shares being issued corresponding to a dilution of approximately 1.10 percent of the total number of shares and votes of the Company.